30th ANNUAL REPORT 2015-16 - Bombay Stock Exchange · 2016-10-03 · 1 ANNUAL REPORT 2015-16 RICHIRICH INVENTURES LTD NOTICE FOR THIRTIETH ANNUAL GENERAL MEETING NOTICE is hereby

RICHIRICH INVENTURES LIMITED

30th

ANNUAL REPORT2015-16

BOARD OF DIRECTORS : Shri Ashok.M.Chhajed - Executive Director (DIN 02336676): Smt Renu A. Jain - Director (DIN 00094290): Shri Ashok A. Jain- Non Executive Director (Din 00094224): Sumit Saurabh- Independent Director (DIN 07243150): Vikram Singh Bhati - Independent Director (DIN 07243145)

AUDITORS : Deepak S.L.Agarwal& Co.Narayan Niwas CHS, Office No.24Second Floor, 149/151 Dadiseth Agiary LaneMumbai-400002

INTERNAL AUDITOR’S : S. S. Padhi & Associates704, White Rose, Vishwajeet MeadowsMorivali Pada, Ambernath East,Thane -421501

BANKERS : Canara Bank

REGISTERED OFFICE : G-1 Madhu Milan Building,Ground Floor, H.M Patil Marg,Shivaji Park, Dadar-West,Mumbai- 400028

REGISTRAR & SHARE : Adroit Corporate Services P Ltd.TRANSFER AGENT Jafferbhoy Industrial Estate,

Makwana Lane, Marol Naka,Andheri-East, Mumbai 400 059

Contents ......................................................................................................................... Page No.

Notice of AGM ........................................................................................................................... 1-6

Director’s Report ...................................................................................................................... 7-11

MGT-9 - Extract of Annual Return ....................................................................................... 12-19

Secretarial Auditor’s Report ................................................................................................. 20-22

Annexure to the Director’s Report ....................................................................................... 23-26

Management Discussion and Analysis Report ......................................................................... 27

Secretarial Auditor’s Certificate on the Corporate Governance Report ............................... 28

Independent Auditor’s Report with Annexure ..................................................................... 29-32

Balance Sheet ........................................................................................................................... 33

Statement of Profit & Loss Account ......................................................................................... 34

Cash Flow Statement ................................................................................................................ 35

Significant Accounting Policies ................................................................................................ 36

Notes to Accounts .................................................................................................................. 37-40

Proxy Form ................................................................................................................................. 41

Attendance Slip ......................................................................................................................... 42

MGT-12 Polling Paper .............................................................................................................. 43

General Instruction .................................................................................................................... 44

Important Announcement .......................................................................................................... 45

RICHIRICH INVENTURES LTD

ANNUAL REPORT 2015-16

1 ANNUAL REPORT 2015-16


NOTICE FOR THIRTIETH ANNUAL GENERAL MEETING

NOTICE is hereby given that the Thirtieth Annual General Meeting of the company will be held at 12.00 P.M. on Thursday,

29thday of September, 2016, at G-1 Madhu Milan Building, Ground Floor, H.M Patil Road, Shivaji Park, Dadar-West,

Mumbai-400028 to transact the following:

ORDINARY BUSINESSS:

1. To receive, consider and adopt

(a) The audited balance sheet as at 31st March 2016 and Statement of Profit & Loss for the year ended on that date

and the Report of the Directors and Auditors thereon.

2. To appoint a Director in place of Shri Ashok Chhajed (holding DIN 02336676), who retires by rotation as per the

Articles of Association and being eligible, offers himself for re-appointment.

SPECIAL BUSINESS:

3. To consider and if thought fit, to pass with or without modification(s), the following as an Ordinary Resolution

“RESOLVED THAT, pursuant to the provisions of Section 139 of the Companies Act, 2013 and Rules made there

under, M/s. Deepak SL Agarwal & Co., Chartered Accountants, Mumbai, bearing ICAI Registration No. 110579, were

appointed as the Statutory Auditors of the Company, to hold office from the conclusion of the twenty ninth annual

general meeting to the conclusion of this Annual General Meeting, has not expressed their willingness for re-

appointment, and hence to appoint M/s JPJ Associates, Chartered Accountants a firm of Chartered Accountant

eligible u/s 139 and 141 of the Companies Act, 2013 and Rules made there under as Statutory Auditors of the

Company to hold office from the conclusion of the Thirtieth Annual General Meeting for a term of 5 years on a

remuneration as may be fixed by the Board of Directors of the Company, subject to ratification in every annual general

meeting by the Members of the Company.

4. To consider and if thought fit, to pass with or without modification(s), the following as an Ordinary Resolution:

“RESOLVED that pursuant to the provisions of section 181 of the Companies Act, 2013, the Board of Directors of the

Company be and is hereby authorised to contribute and or donate, from time to time to any bonafide charitable and

other funds, amounts not exceeding in aggregate to all such funds taken together up to a sum of Rs. 5Lakhs (Rupees

Five Lakhs only) during any Financial Year of the Company”.

For & On behalf of the Board of Directors

Place: Mumbai Ashok.M.Chhajed

Date : 29th July, 2016 Director

DIN: 02336676

Notes:

1. A Member entitled to attend and vote at this meeting is entitled to appoint a proxy or proxies to attend and vote

instead of him / herself and such proxy need not to be a member. Proxies in order to be effective must be deposited

at the Registered Office of the Company not less than 48 hours before the commencement of the meeting.

2. A person shall not act as proxy for more than Fifty (50) members and holding in the aggregate not more than ten

percent of total share capital of the company carrying voting right. A person holding more than 10 percent of the total



share capital of the company carrying voting right may appoint a single person as proxy and such shall not act as proxy

for any other person or shareholder.

3. The shares of the company are compulsorily traded in Demat & therefore members are advised to dematerialize their

shares through depository participants.

4. Members are requested to bring their copy of the annual report at the time of attending the annual general meeting.

5. Members holding shares in more than one folio are requested to intimate for consolidation of folios.

6. Please always quote your folio number while corresponding with the company.

7. The register of member was closed for this annual general meeting from Thursday 1st September 2016 to Thursday

15th September,2016 (both days inclusive)

8. The Explanatory Statement pursuant to Section 181 of the Companies Act, 2013, in respect of Items Nos. 3 & 4 which

sets out details relating to Special Business at the meeting is annexed hereto.

9. Shareholders having any queries on accounts are requested to send 10 days in advance of the date of the Annual

General Meeting to the company to enable it to collect the relevant in formations

10. As required by Securities and Exchange Board of India (SEBI) vide its Circular, the shareholders are requested to

furnish a copy of the PAN card to the Company/Registrar & Share Transfer Agent while sending the shares held in

physical form for transfer, transmission, transposition and deletion of name of deceased shareholder(s).

11. In view of Circular No.17/95/2011 CL-V dated 20-05-2011 from the Government of India Ministry of Corporate Affairs,

New Delhi all the shareholders are requested to register their e-mail ID with the Company’s Registrar & Share Transfer

Agent M/s Adroit Corporate Services Private Limited for the purpose of service of documents u/s 20 of the Companies

Act, 2013 by e-mode instead of other modes of services

12. In compliance with the provisions of SECTION 110 OF THE COMPANIES ACT, 2013 and in compliance with the

provisions of section 108 of the Companies Act,2013, and Rule 20 of the Companies (Management and Administration)

Rules,2014, the Company is pleased to provide members the facility to exercise their right to vote at the 30th Annual

General Meeting (AGM) by electronic means and the business may be transacted through e-Voting Services provided

by Central Depository Services (India) Limited (CDSL)

13. Shareholders/Proxy holders are requested to carry valid ID proof such as PAN, Voter card, Passport, Driving License,

Aadhar Card etc. along with the printed attendance slip.

14. Voting through electronic means

Instruction for e-voting

The complete detail of the instruction for e-voting is annexed to this notice.

Registered Folio no. /D.P ID no./ Client ID no. Number of shares held

Dear Members,

Subject: Instruction for e-voting

The Company has entered into an arrangement with Central Depository Services (India) Limited (CDSL) for facilitating e-

voting for AGM. The instructions for e-voting are as under:

Pursuant to the provision of Section 108 of the Companies Act, 2013, read with the Companies (management and



Administration) Rule, 2014, the company is pleased to offer e-voting facility, additionally, to the members to cast their votes

electronically on all resolutions set forth in the Notice convening the 30th Annual General Meeting to be held on Thursday,

29th day of September, 2016 at 12.00 noon. The Company has engaged the services of Central Depository Securities

Limited (CDSL) to provide the e-voting facility.

The e-voting facility is available at the link http://www.evotingindia.com

The electronic voting particulars are set out below:

Electronic Voting Event Number (EVEN) User ID Password

160802010

(i) The voting period begins on 26/09/2016 at 10.30 A.M. and ends on 28/09/2016 at 6.30 P.M. During this period

shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date

(Record Date) 22/09/2016 may cast their vote electronically. The e-voting module shall be disabled by CDSL for

voting thereafter.

(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

(iii) The shareholders should log on to the e-voting website www.evotingindia.com.

(iv) Click on Shareholders.

(v) Now Enter your User ID

a. For CDSL: 16 digits beneficiary ID,

b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

c. Members holding shares in Physical Form should enter Folio Number registered with the Company.

(vi) Next enter the Image Verification as displayed and Click on Login.

(vii) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting

of any company, then your existing password is to be used.

(viii) If you are a first time user follow the steps given below:

For Members holding shares in Demat Form and Physical Form

PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both

demat shareholders as well as physical shareholders)

• Members who have not updated their PAN with the Company/Depository Participant are

requested to use the first two letters of their name and the 8 digits of the sequence number in

the PAN field.

• In case the sequence number is less than 8 digits enter the applicable number of 0’s before

the number after the first two characters of the name in CAPITAL letters. Eg. If your name is

Ramesh Kumar with sequence number 1 then enter RA00000001 in the PAN field.

Dividend Bank Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat

Details OR account or in the company records in order to login.

Date of Birth (DOB) • If both the details are not recorded with the depository or company please enter the member

id / folio number in the Dividend Bank details field as mentioned in instruction (v).

(ix) After entering these details appropriately, click on “SUBMIT” tab.



(x) Members holding shares in physical form will then directly reach the Company selection screen. However, members

holding shares in Demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter

their login password in the new password field. Kindly note that this password is to be also used by the Demat holders

for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-

voting through CDSL platform. It is strongly recommended not to share your password with any other person and take

utmost care to keep your password confidential

(xi) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained

in this Notice.

(xii) Click on the EVSN of Richirich Inventures Limited..

(xiii) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for

voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option

NO implies that you dissent to the Resolution.

(xiv) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

(xv) After selecting the resolution you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed.

If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify

your vote.

(xvi) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

(xvii) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

(xviii)If a Demat account holder has forgotten the login password then enter the User ID and the image verification code and

click on Forgot Password & enter the details as prompted by the system.

(xix) Note for Non – Individual Shareholders and Custodians

• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to

www.evotingindia.com and register themselves as Corporate.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to

[email protected].

• After receiving the login details a Compliance User should be created using the admin login and password. The

Compliance User would be able to link the account(s) for which they wish to vote on.

• The list of accounts linked in the login should be mailed to [email protected] and on approval of the

accounts they would be able to cast their vote.

• A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the

Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

(xx) In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and

e-voting manual available at www.evotingindia.com, under help section or write an email to

[email protected].

General Instruction:

1. The voting period begins on Monday, 26th September, 2016 and ends on Wednesday, 28th September, 2016.During

this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form as on the

cut-off date of 22nd September, 2016, may cast their vote electronically. The e-voting module shall be disabled by



CDSL for voting thereafter. Once the vote on a resolution is cast by the shareholder, the shareholder shall not be

allowed to change it subsequently

2. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and

e-voting manual available at www.evotingindia.com under help section or write an email to

[email protected].

3. Members have option to vote either through e-voting or through Assent/Dissent Form. If a member has opted for e-

voting, then he/she should not vote by Assent/Dissent Form also and vice-a-versa. However, in case members cast their

vote both via physical ballot (Assent/Dissent Form) and e-voting, then e-voting will prevail and voting done by

physical ballot (Assent/Dissent Form) shall be treated as invalid.

4. The voting rights of shareholders shall be in proportion to their shares of the paid up equity share capital of the

Company as on the cut-off date of 22nd September, 2016 (cut-off date).

5. Mr. Mohd. Shakeel Kayamkhani Proprietor of M/s M.S. KAYAMKHANI & ASSOCIATES, Practicing Company Secretaries

(Membership No. 27495 CP No. 11607) has been appointed as the Scrutinizer to scrutinize the e-voting process in a

fair and transparent manner.

6. The Scrutinizer shall within a period not exceeding three (3) working days from the conclusion of the e-voting period

unblock the votes in the presence of at least two(2) witnesses not in the employment of the Company and make a

Scrutinizer’s Report of the votes cast in favour or against, if any, forthwith to the Chairman of the Company.

7. The Results shall be declared on or after the AGM of the Company. The results will be communicated to Stock

Exchanges & it shall also be displayed at the company’s website www.richirichinventures.com under ‘Investor’s

Corner’.

8. All the material documents referred to in the Notice will be made available for inspection by the members at the

registered office of the Company during working hours on any working days (except Saturday and Sunday).

Invitation to participate in the Green Initiative launched by the Ministry of Corporate Affairs

Members are requested to support the “Green Initiatives” by registering their E-mail address with the Company, if not

already done.

Those members who have changed their E-mail ID are requested to register their new E-mail ID with the Company in case

the shares are held in physical form and with the Depository Participant where shares are held in Demat mode.

Members holding share in physical mode are also requested to register their e-mail address with our Registrar & Share

transfer Agent – M/s. Adroit Corporate Services Private Limited, 19/20, Jafferbhoy industrial Estate. Makawana Road, Marol

Naka Andheri (East), Mumbai-400059 such registration of e-mail address may also be made with the Company at its

Registered Office or at the E-mail ID: [email protected].

EXPLANATORY STATEMENTS (Pursuant to Section 102 of the Companies Act, 2013):

Item No. 3

M/s. Deepak SL Agarwal & Co., Chartered Accountants, Mumbai, bearing ICAI Registration No. 110579, appointed as the

Statutory Auditors of the Company, to hold office from the conclusion of the twenty ninth annual general meeting to the

conclusion of this Annual General Meeting has not expressed their willingness for re-appointment, and hence M/s JPJ

Associates, Chartered Accountants a firm of Chartered Accountant eligible u/s 139 and 141 of the Companies Act, 2013 and

Rules made there under as Statutory Auditors of the Company is being appointed by Board of Directors in their meeting,

Members are requested to confirm their appointment as the statutory auditors of the Company for a term of 5 years subject

to ratification in every annual general meeting of the Members.



Item No. 4

As per Section 181 of the Companies Act, 2013, the Board of Directors of the Company can contribute to bonafide

charitable Trusts and other funds, any amount the aggregate of which, in any Financial year shall not exceed 5% of its

average net profits, as determined in accordance with the provisions of Section 198 of Companies Act, 2013, for the three

immediately preceding ûnancial years.

As required under section 181 of Companies Act 2013 donation of above amount which is higher than the limit prescribed

in the Section, requires the sanction/approval of shareholders in general meeting.

The Directors recommends the resolution for members’ approval as an Ordinary Resolution.

None of the Directors, Key Managerial Personnel or their relatives are in any way concerned or interested, financially or

otherwise in this resolution.

ANNEXURE TO ITEMS 2 OF THE NOTICE

Detail of Directors seeking re-appointment/appointment at the forthcoming Annual General Meeting

(in pursuance of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015)

(As on 31st March, 2016)

Name of the Director Shri Ashok M Chhajed

Date of Birth 24/08/1959

Nationality Indian

Date of appointment on the Board 12/12/2008

Qualifications B. Com

Expertise Wide experience in the field of design and

project management in Real Estate

Number of Shares held in the company 328177 Equity Shares

List of directorship in other companies NIL

Chairman/Member of the committees of the

boards of companies in which he is Director NIL

Relationship between Directors inter-se Nil



DIRECTOR’S REPORT

ToThe Members of the Company

The Directors present the Annual Report on the business and operations of your company for the year 2015-2016.

FINANCIAL HIGHLIGHTS:

(Rs. in Lakhs)

Particulars 2015-16 2014-15

Income from Operations 19.83 19.46

Profit (Loss) before Extra-Ordinary Items 3.60 7.20

Profit/(Loss) before depreciation 3.91 7.33

Depreciation 0.30 0.13

Profits before Tax 3.52 7.20

Provision for Income Tax & FBT 1.67 0.00

Profit after Tax 1.86 7.20

Balance Brought Forward (49.30) (44.08)

Add:- Depreciation adjustment for the earlier year 0 (12.42)

Balance Carried to Balance sheet (47.44) (49.30)

DIVIDEND:

In view of brought forwarded losses the directors regret their inability to declare the dividend to conserve the resources.

REVIEW OF PERFORMANCE:

The company is taking various initiatives for new business. The Directors are exploring the business avenues in the field ofReal Estate.

EXTRACT OF ANNUAL RETURN

The detail forming part of the extract of the Annual Return in form MGT-9 as required under Section 92 of Companies Act,2013, is marked as Annexure-A which is annexed hereto and forms part of the Directors’ Report.

DIRECTORS

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Shri AshokChhajed, Director retires by rotation and being eligible, offers himself for re-appointment.

DECLARATION BY INDEPENDENT DIRECTORS

Sumit Saurabh and Shri Vikram Singh Bhati are Independent Director on the board of the Company. The Company hasreceived declarations from all the Independent Directors of the Company confirming that they meet the criteria ofindependence as prescribed both under the Companies Act, 2013 and clause 49 of Listing Agreement with the StockExchange.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 aregiven in the notes to the Financial Statements.



DEPOSITS

The Company has not accepted deposits, during the year under review, from public falling within the ambit of Section 73of the Act, and the Rules framed there under.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS AND TRIBUNALS

No significant and material order has been passed by the regulators, court, tribunals impacting the going concern status andCompany’s operations in future.

INTERNAL CONTROL AND SYSTEMS

The Company has adequate internal control procedures commensurate with its size and nature of business. The objectiveof these procedures is to ensure efficient use and protection of the Company’s resources, accuracy in financial reporting anddue compliance of statutes and corporate policies and procedures.

Internal Audit is conducted periodically by a firms of Chartered Accountants who verify and report on the efficiency andeffectiveness of internal controls. The adequacy of internal control systems are reviewed by the Audit Committee and Boardin its periodical meetings.

INTERNAL FINANCIAL CONTROL SYSTEM

The Company has robust and comprehensive Internal Financial Control system commensurate with the size scale andcomplexity of its operations. The system encompasses the major processes to ensure reliability of financial reporting,compliance with policies, procedures, laws, and regulations, safeguarding of assets and economical and efficient use ofresources.

The policies and procedures adopted by the company to ensures the orderly and efficient conduct of its business andadherence to the company’s policies, prevention and detection of frauds and errors, accuracy and completeness of therecords and the timely preparation of reliable financial information.

The Internal Auditors and the Management continuously monitors the efficacy of Internal Financial Control system with theobjective of providing to the Audit Committee and the Board of Directors, an effectiveness of the organisation’s riskmanagement with regard to the Internal Financial Control system.

Audit Committee meets regularly to review reports submitted by the internal auditors. The Audit Committee also meet theCompany’s Statutory Auditors to ascertain their views on the financial statement, including the financial reporting systemand compliance to accounting policies and procedures followed by the Company.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

In compliance with the provision of Section 177(9) of the Companies Act, 2013 and clause 49 of the Listing Agreement, theCompany has framed a Vigil Mechanism/Whistle Blower Policy to deal with unethical behavior, actual or suspected fraudor violation of the Company’s code of conduct or ethics policy, if any. The Vigil Mechanism/ Whistle Blower Policy have alsobeen uploaded on the website of the Company.

Auditors & Auditor’s Report:

Statutory Auditor:

M/s Deepak S.L.Agarwal & Co. Chartered Accountants the retiring auditors of the company have not expressed theirwillingness to the effect that their re-appointment, Therefore members are requested to appoint M/s. J P J Associates asauditors of the company.

The notes on accounts referred to in the Auditors’ Report are self-explanatory and, therefore, do not call for any furthercomments.

Secretarial Auditor:

Pursuant to the provision of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remunerationof Managerial Personnel) Rules, 2014, the Board has appointed M/s M.S. KAYAMKHANI & ASSOCIATES, PracticingCompany Secretaries .to conduct Secretarial Audit of the Company for the Financial Year 2015-16. The secretarial Audit



Report for the Financial Year ended 31st March, 2016 is annexed herewith and marked as Annexure-B The Report is self-explanatory and do not call for any further comments.

PARTICULARS OF EMPLOYEES:

There is no employee having remuneration in accordance with the provisions of section 197(12) of the companies Act 2013read with Rule 5(2) and 5(3) of the companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

MANAGEMENT DISCUSSION & ANALYSIS REPORT:

In terms of clause 49 of the listing agreement with the stock exchange, Management discussion & analysis report is enclosedand forms part of the report.

CORPORATE GOVERNANCE:

Report on corporate governance in compliance with clause 49 of listing agreement is being not applicable to the Companyunder Regulation 27(2) of SEBI (LODR) Regulations 2015.However company adhere to maintain the levels of corporategovernance, as per Annexure I and a Certificate from the Secretarial Auditors confirming compliance is given in Annexure II.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace in linewith the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,2013. The policy has set guidelines on the Redressal and enquiry process that is to be followed by complainants and theICC, whilst dealing with issues related to sexual harassment at the work place towards any women employees. All womenemployees (permanent, temporary, contractual and trainees) are covered under this policy. All employees are treated withdignity with a view to maintain a work environment free of sexual harassment whether physical, verbal or psychological.The Policy has also been uploaded on the website of the Company.

The following is a summary of sexual harassment issues raised, attended and dispensed during the year 2015-16:

- No. of complaints received: Nil-

- No. of complaints disposed off: Nil

- No. of cases pending for more than 90 days: Nil

- Nature of action taken by the employer or District Officer: Nil

RELATED PARTY TRANSCATION:

All transactions entered with Related Parties during the financial year were on an arm’s length basis and were in theordinary course of business and the provision of Section 188 of the Companies Act, 2013 are not attracted. Thus, disclosurein Form AOC-2 is not required. Further, there are no materially significant related party transactions during the year underreview made by the Company with promoters, Directors, Key Managerial personnel or other designated persons which mayhave a potential conflict with the interest of the Company at large.

All Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus of the Audit Committeeis obtained for the transactions which are of a foreseen and repetitive nature. The transactions which entered into pursuantto the omnibus approval so granted along with a statement giving details of all related party transactions is placed beforethe Audit Committee.

BOARD EVALUTION

Pursuant to the provision of the Companies Act, 2013 and Clause 49 of Listing Agreement, the Board has carried out anannual evaluation of its own performance, the Directors individually as well as the evaluation of the working of variouscommittees. The Directors also carried out the evaluation of the chairman and the non-Independent Directors, the detailsof which are covered in the Corporate Governance Report.

CRITERIA FOR EVALUATION OF DIRECTOR

For the purpose of proper evaluation, the Directors of the Company have been divided into 3 (three) Categories i.e.Independent, Non-Independent, & Non-executive and Executive.



The criteria for evaluation includes factors such as engagement, strategic planning and vision, team spirit and consensusbuilding, effective leadership, domain knowledge, management qualities, team work abilities, result/achievementunderstanding and awareness, motivation/commitment/diligence, integrity/ethics/values and openness/receptivity.

RESPONSIBILITY STATEMENT:

As required u/s 134(3) (c) of the companies Act, 2013 your director confirms that in the preparation of the annual accounts:

1) The applicable accounting standards have been followed along with proper explanation relating to material departures.

2) Such accounting policies have been selected and applied consistently and reasonable and prudent judgments andestimates made, so as to give a true and fair view of the state of affairs of the company at the end of the financial yearand the profit/loss of the company for that period.

3) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance withprovisions of this act for safeguarding the assets of the company and for preventing and detecting fraud and otherirregularities.

4) The annual accounts for the year ended 31st March, 2016, have been prepared on a going concern basis.

5) That proper internal financial controls were in place and that the financial controls were adequate and wereoperating effectively;

6) That systems to ensure compliance with the provisions of all applicable laws were in place and were adequate andoperating effectively

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE:

As required under rule 8 (3) of Companies (Accounts) Rules, 2014, the particulars relating to the conservation of energy,Technology absorption, and the foreign exchange earnings and outgo are Nil.

LISTING AGREEMENT:

The securities of the company are listed with the Stock Exchange, Mumbai. The company has paid the annual listing fees.

CASH FLOW STATEMENT

In conformity with the provision of Clause 32 of the Listing Agreement(s) the cash flow statement for the year ended 31st

March 2016 is annexed hereto.

CAUTIONARY STATEMENT

Statement in this report, particularly those which relate to Management Discussion & Analysis, describing the Company’sobjectives, projections, estimates, expectations or predictions may be forward looking statements within the meaning ofapplicable law or regulation. Actual results could however differ materially from those expressed or implied. Importantfactors that could make a difference to the Company’s operation include global and domestic demand-supply conditions,finished goods prices, raw materials and fuels cost & availability, transportation costs, change in government regulationsand tax structure, economic developments within India and the countries with which the Company has business contactsand other factors such as litigation and industrial relations.

ACKNOWLEDGEMENT:

The management is grateful to the government authorities, Bankers, Vendors, for their continued assistance and co-operation. The directors also wish to place on record the confidence of members in the company.

For & On behalf of the Board of Directors

Place: Mumbai Ashok.M.Chhajed

Date: 29th July, 2016 Director

DIN: 02336676



DECLARATION BY CEO/CFO

We, Ashok M Chhajed, Executive Director & Chief Executive Officer and Abhishek Kumar Mishra Chief Financial Officer ofRichirich Inventures Limited here by certify to the Board that:

a. We have reviewed financial statement for the year and that to the best of our knowledge and belief :

i . These statements do not contain any materially untrue statement or omit any material fact or contain statementthat might be misleading;

i i . These statements together present a true and fair view of the Company’s affairs and are in compliance withexisting accounting standards, applicable laws and regulations.

b. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year whichare fraudulent, illegal or violative of the Company’s code of conduct.

c. We are responsible for establishing and maintaining internal controls for financial reporting in the Company and wehave evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting. Wehave disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internalcontrols, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

d. We have indicated to the Auditors and the Audit Committee

i. Significant changes in internal control over financial reporting during the year

i i . Significant changes in accounting policies during the year and the same have been disclosed in the Notes to thefinancial statements; and

ii i . Instances of significant fraud of which we have become aware and the involvement therein, if any. Of theManagement or an employee having a significant role in the Company’s internal control system over financialreporting

e. We affirm that we have not denied any personnel, access to the Audit Committee of the Company (in respect ofmatters involving alleged misconduct, if any).

f. We further declare that all board members and senior Management Personnel have affirmed compliance with theCode of Conduct for the current year.

For Richirich Inventures Limited For Richirich Inventures LimitedPlace: Mumbai Ashok.M.Chhajed Abhishek Kumar MishraDate: 29th July, 2016 Director/CEO Chief Financial Officer (CFO)

DIN: 02336676

DECLARATION ON CODE OF CONDUCT

This is to confirm that the Board of Director of the Company has laid down a Code of Conduct for its members and seniormanagement personnel of the Company. The same has also been posted on the Company’s website. It is further confirmedthat all the Directors and senior management personnel of the Company have affirmed compliance with the Code ofConduct of the Company for the financial year ended 31st March 2016 as envisaged in Clause 49 of listing Agreement withStock Exchange.

For RICHIRICH INVENTURES LIMITED

Place: Mumbai Ashok M. ChhajedDate: 29th July, 2016 Director

DIN: 02336676



Annexure ‘A’

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN

As on financial year ended on 31.03.2016


[Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management &

Administration) Rules, 2014]

I. REGISTRATION & OTHER DETAILS:

1. CIN L65990MH1986PLC039163

2. Registration Date 07/03/1986

3. Name of the Company RICHIRICH INVENTURES LIMITED

4. Category/Sub-category of the Company Public Limited/ Limited By Shares

5. Address of the Registered office & contact details G-1, Madhu Milan Building, Ground Floor. H M Patil Road,

Shivaji Park, Dadar West, Mumbai-400028. Telephone

No. 24464151.Email Id: [email protected]

6. Whether listed company Yes

7. Name, Address & contact details of the Adroit Corporate Services Private Limited

Registrar & Transfer Agent, if any. 19/20, Jaferbhoy Industrial Estate, Makawana Road, Marol

Naka, Andheri (E), Mumbai-400059

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

(All the business activities contributing 10 % or more of the total turnover of the company shall be stated)

S. Name and Description of main products / services NIC Code of the % to total turnover

No. Product/service of the company

1 To Deal with all consumer, commercial and industrial items etc. 6390 0

2 To carry on the business of millers, cake and corn merchant,

meal manufacturers etc. etc 9113 0

3 To construct, improve, maintain, develop, work, manage, carryout

Control any buildings, offices, factories, works, and mills etc. 8200 0

4 To invest and deal with the moneys for company in such manner as

may from time be determined, but not as an investment company. 8049 100

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES -

All the business activities contributing 10 % or more of the total turnover of the company shall be stated:-NIL



IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

Category-wise Share Holding

Category of No. of Shares held at the beginning of the year No. of Shares held at the end of the year % ChangeShareholders [As on 31-March-2015] [As on 31-March-2016] during the

year

Demat Physical Total % of Total Demat Physical Total % of Total the year

Shares Shares

A. Promoter s

(1) Indian

a) Individual/ HUF 0 0 0 0 0 0 0 0 0

b) Central Govt 0 0 0 0 0 0 0 0 0

c) State Govt(s) 0 0 0 0 0 0 0 0 0

d) Bodies Corp. 78923 0 78923 1.64 79423 0 79423 1.65 0.01

e) Banks / FI 0 0 0 0 0 0 0 0

f) Any other

f-1) Directors 324084 0 324084 6.75 346583 0 346583 7.22 0.47

f-2) Directors Relatives 653563 0 653563 13.62 655937 0 655937 13.67 0.05

Total shareholding

of Promoter (A) 1056570 0 1056570 22.01 1081943 0 1081943 22.54 0.53

B. Public Shareholding

1. Institutions

a) Mutual Funds 0 0 0 0 0 0 0 0 0

b) Banks / FI 0 0 0 0 0 0 0 0 0

c) Central Govt 0 0 0 0 0 0 0 0 0

d) State Govt(s) 0 0 0 0 0 0 0 0 0

e) Venture Capital Funds 0 0 0 0 0 0 0 0 0

f) Insurance Companies 0 0 0 0 0 0 0 0 0

g) FIIs 0 0 0 0 0 0 0 0 0

h) Foreign Venture

Capital Funds 0 0 0 0 0 0 0 0 0

i) Others (specify) 0

i-1) Directors relatives 82294 0 82294 1.71 82294 0 82294 1.71 0

Sub-total (B)(1):- 82294 0 82294 1.71 82294 0 82294 1.71 0

2. Non-Institutions

a) Bodies Corp.

i) Indian 299004 0 299004 6.23 324301 0 324301 6.76 0.53

ii) Overseas 0 0 0 0 0 0 0 0 0

b) Individuals

i) Individual shareholders

holding nominal share

capital up to Rs. 1 lakh 1044917 882435 1927352 40.15 994647 850735 1845382 38.45 -1.71



ii) Individual shareholders

holding nominal share

capital in excess of

Rs 1 lakh 717713 370000 1087713 22.66 716813 401200 1118013 23.29 0.63

c) Others (specify)

c-1 ) Non Resident

Indian (Individual) 18890 0 18890 0.39 18890 0 18890 0.39 0

c-2) Clearing Members 0 0 0 0 1000 0 1000 0.02 0.02

c-3) Directors 328177 0 328177 6.84 328177 0 328177 6.84 0

Sub-total (B)(2):- 2408701 1252435 3661136 76.27 2383828 1251935 3635763 75.75 -0.53

Total Public

Shareholding

(B)=(B)(1)+ (B)(2) 2490995 1252435 3743430 77.99 2466122 1251935 3718057 77.46 -0.53

C. Shares held by

Custodian for

GDRs & ADRs 0 0 0 0 0 0 0 0 0

Grand Total (A+B+C) 3547565 1252435 4800000 100 3548065 1251935 4800000 100 0

B) Shareholding of Promoter

S. Shareholder’s Name Shareholding at the beginning of the year Shareholding at the end of the year % change

NO in shareholding

No. of % of total %of Shares No. of % of total %of Shares during the year

Shares Shares of Pledged / Shares Shares of Pledged /

the company encumbered the company encumbered

to total shares to total shares

1 Ashok Jain (HUF) 185051 3.86 0.00 186355 3.88 0.00 0.03

2 Ashok kumar Annraj Jain 196024 4.08 0.00 218523 4.55 0.00 0.47

3 Harsha Jawaharlal Jain 400 0.01 0.00 400 0.01 0.00 0.00

4 Jawari Lal Jain 200 0.00 0.00 200 0.00 0.00 0.00

5 Kalpesh Ashokkumarji Jain 77856 1.62 0.00 77856 1.62 0.00 0.00

6 Kalpesh Jain Huf. 24800 0.52 0.00 24800 0.52 0.00 0.00

7 Krutika Ashokkumarji Jain 87550 1.82 0.00 87550 1.82 0.00 0.00

8 Manoj Jain 35711 0.74 0.00 35711 0.74 0.00 0.00

9 Manoj Jain 400 0.01 0.00 400 0.01 0.00 0.00

10 Pusa Investments Pvt. Ltd. 78923 1.64 0.00 79423 1.65 0.00 0.01

11 Rajkanwar Annraj Jain 215245 4.48 0.00 216315 4.51 0.00 0.02

12 Rajul Jawahar Jain 600 0.01 0.00 600 0.01 0.00 0.00

13 Renu Ashokkumarji Jain 128060 2.67 0.00 128060 2.67 0.00 0.00

14 Shivani Jain 18900 0.39 0.00 18900 0.39 0.00 0.00

15 Vaibhav Jain 6850 0.14 0.00 6850 0.14 0.00 0.00

Total 1056570 22.01 0.00 1081943 22.54 0.00 0.53



1 At the beginning of the year Pusa InvestmentPvt. Ltd 1/4/2015 78923 1.64 78923 1.64

Date wise Increase / Decrease inPromoters Shareholding during the year 15/05/2015 500 0.01 79423 1.65At the end of the year 31/03/2016 0 0 79423 1.65

2 At the beginning of the year Ashok Jain HUF 1/4/2015 185051 3.86 185051 3.86Date wise Increase / Decrease inPromoters Shareholding during the year 16/10/2015 350 0.01 185401 3.86At the end of the year 30/10/2015 550 0.01 185951 3.87

11/12/2015 404 0.01 186355 3.8831/03/2016 0 0 186355 3.88

3 At the beginning of the year Manoj Jain 1/4/2015 35711 0.74 35711 0.74Date wise Increase / Decrease inPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 35711 0.74

4 At the beginning of the year Jawari Lal Jain 1/4/2015 200 0 200 0Date wise Increase / Decrease inPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 200 0

5 At the beginning of the year Ashok kumar 1/4/2015 196024 4.08 196024 4.08Date wise Increase / Decrease in Annraj JainPromoters Shareholding during the year 17/04/2015 933 0.02 196957 4.1

24/04/2015 723 0.02 197680 4.1215/05/2015 1580 0.03 199260 4.1522/05/2015 1050 0.02 200310 4.1729/05/2015 170 0 200480 4.185/6/2015 500 0.01 200980 4.19

19/06/2015 585 0.04 202665 4.2226/06/2015 150 0 202815 4.2330/06/2015 300 0.01 203115 4.2324/07/2015 900 0.02 204015 4.2531/07/2015 300 0.01 204315 4.267/8/2015 850 0.03 205165 4.27

14/08/2015 201 0 205366 4.2821/08/2015 171 0 205537 4.2822/09/2015 4854 0.1 210391 4.389/10/2015 949 0.02 211340 4.416/10/2015 700 0.01 212040 4.4230/10/2015 200 0 212240 4.426/11/2015 300 0.01 212540 4.4320/11/2015 600 0.01 213140 4.4427/11/2015 432 0.01 213572 4.4525/12/2015 1116 0.02 214688 4.4731/12/2015 375 0.01 215063 4.488/1/2016 549 0.01 215612 4.49

15/01/2016 388 0.01 216000 4.512/2/2016 1004 0.02 217004 4.5219/02/2016 292 0.01 217296 4.53

C) Change in Promoters' Shareholding (please specify, if there is no change)

ParticularsSN Name of Promoter's As on Date Shareholding at thebeginning of the year

Cumulative Shareholdingduring the year

No. ofshares

% of totalshares of

theCompany

No. ofshares

% of totalshares of

theCompany



26/02/2016 327 0.01 217623 4.534/3/2016 500 0.01 218123 4.5411/3/2016 400 0.01 218523 4.55

At the end of the year 31/03/2015 0 0 218523 4.55

6 At the beginning of the year Manoj Jain 4/1/2015 400 0.01 400 0.01Date wise Increase / Decrease inPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 400 0.01

7 At the beginning of the year Rajkanwar Jain 1/4/2015 215245 4.48 215245 4.48Date wise Increase / Decrease inPromoters Shareholding during the year 8/5/2015 820 0.02 216065 4.5

15/05/2015 150 0 216215 4.55/6/2015 100 0 216315 4.51


8 At the beginning of the year Kalpesh Jain HUF 1/4/2015 24800 0.52 24800 0.52Date wise Increase / Decrease inPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 24800 0.52

9 At the beginning of the year Renu Ashok 1/4/2015 128060 2.67 128060 2.67Date wise Increase / Decrease in kumarji JainPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 128060 2.67

10 At the beginning of the year Rajul Jawaharlal 1/4/2015 600 0.01 600 0.01Date wise Increase / Decrease in JainPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 600 0.01

11 At the beginning of the year Kalpesh Ashok 1/4/2015 77856 1.62 77856 1.62Date wise Increase / Decrease in kumarji JainPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 77856 1.62

12 At the beginning of the year Harsha Jawaharlal 1/4/2015 400 0.01 400 0.01Date wise Increase / Decrease in JainPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 400 0.01

13 At the beginning of the year Krutika Ashok 1/4/2015 87550 1.82 87550 1.82Date wise Increase / Decrease in kumarji JainPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 87550 1.82

14 At the beginning of the year Vaibhav Manoj Jain 1/4/2015 6850 0.14 6850 0.14Date wise Increase / Decrease inPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 6850 0.14

15 At the beginning of the year Shivani Jain 1/4/2015 18900 0.39 18900 0.39Date wise Increase / Decrease inPromoters Shareholding during the year Nil Nil Nil Nil NilAt the end of the year 31/03/2016 0 0 18900 0.39

ParticularsSN Name of Promoter's As on Date Shareholding at thebeginning of the year


No. ofshares

% of totalshares of

theCompany

No. ofshares

% of totalshares of

theCompany



1 At the beginning of the year 12049400 Motilal Salecha 01/04/2015 157623 3.28 157623 3.2800002693

Date wise Increase / Decrease Nil Nil Nil Nil Nilin Promoters Shareholdingduring the year.At the end of the year 31/03/2016 0 0.00 157623 3.28

2 At the beginning of the year 12013300 Balmukund 01/04/2015 81447 1.70 81447 1.7000317041 Nathulaji Gattani

HUFDate wise Increase / Decrease NIL NIL NIL NIL NILin Promoters Shareholdingduring the year.At the end of the year 31/03/2016 0 0.00 81747 1.70

3 At the beginning of the year IN3008291 Vikram J. Mehta 01/04/2015 71464 1.49 71464 1.490904940


4 At the beginning of the year 12012100 Saroj Bafna 01/04/2015 65168 1.36 65168 1.3600052974


5 At the beginning of the year IN3000791 Vora Constructions 01/04/2015 56689 1.18 56689 1.180031718 Limited


6 At the beginning of the year IN3032121 Peekay Holdings 01/04/2015 56000 1.17 56000 1.170006352 Pvt Ltd


7 At the beginning of the year 12027000 My Shares And 01/04/2015 55573 1.16 55573 1.1600125724 Stock Brokers

Private LimitedDate wise Increase / Decrease Nil Nil Nil Nil Nilin Promoters Shareholdingduring the year.At the end of the year 31/03/2016 0 0.00 55573 1.16

D) Shareholding Pattern of top ten Shareholders:(Other than Directors, Promoters and Holders of GDRs and ADRs):

For Each of the Top 10Shareholders

SN Name ofShareholder's

As on Date Shareholding at thebeginning of the year


No. ofshares

% of totalshares of

theCompany

No. ofshares

% of totalshares of

theCompany

Folio No.



8 At the beginning of the year 12038400 K Ashok Mehta 01/04/2015 53606 1.12 53606 1.12

00614662

Date wise Increase / Decrease Nil Nil Nil Nil Nil

in Promoters Shareholding

during the year.

At the end of the year 31/03/2016 0 0.00 53606 1.16

9 At the beginning of the year 120494000 Krutika Ashokkumar 01/04/2015 87550 0.95 87550 0.98

0001592 JainDate wise Increase / Decrease Nil Nil Nil Nil Nil


during the year.


10 At the beginning of the year IN300513 Nehal Dharmendra 01/04/2015 46299 0.96 46299 0.96

14516172 KapadiaDate wise Increase / Decrease Nil Nil Nil Nil Nil


during the year.


11 At the beginning of the year 120169000 Sapna Piyush 01/04/2015 45450 0.95 45450 0.95

0004798 ChhajedDate wise Increase / Decrease Nil Nil Nil Nil Nil


during the year.


12 At the beginning of the year IN300773 Radico Exports 01/04/2015 44900 0.94 44900 0.94

10037064 Pvt LtdDate wise Increase / Decrease Nil Nil Nil Nil Nil


during the year.


For Each of the Top 10Shareholders

SN Name ofShareholder's



No. ofshares

% of totalshares of

theCompany

No. ofshares

% of totalshares of

theCompany

Folio No.

1 At the beginning of the year Ashok Mohan raj 1/4/2015 328177 6.84 328177 6.84

Chhajed

Date wise Increase/Decrease in

Promoters Shareholding during the year. NIL Nil Nil Nil Nil


E) Shareholding of Directors and Key Managerial Personnel:

NameSN Name of Keymanagerial Person/

Director


(31/03/2015)

Cumulative Shareholdingduring the year(31/03/2016)

No. ofshares

% of totalshares of

theCompany

No. ofshares

% of totalshares of

theCompany



V) INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for payment.

Particular Secured Loans Unsecured Deposits Totalexcluding deposits Loans Indebtedness

Indebtedness at the beginning of the financial yeari) Principal Amount (31/03/2015) 0 393987 0 0ii) Interest due but not paid 0 0 0 0iii) Interest accrued but not due 0 0 0 0Total (i+ii+iii) 0 393987 0 0Change in Indebtedness during the financial year* Addition 0 30,00,000 0 0* Reduction 0 33,93,780 0 0Net Change 0 -3,93,780 0 0Indebtedness at the end of the financial yeari) Principal Amount (31/03/2016) 0 207 0 0ii) Interest due but not paid 0 0 0 0iii) Interest accrued but not due 0 0 0 0Total (i+ii+iii) 0 207 0 0

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

SN. Particulars of Remuneration Name of MD/WTD/ Manager

Ashok M Chhajed Renu Jain

1 Gross salary - -(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 - -(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 - -(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961 - -

2 Stock Option - -3 Sweat Equity - -4 Commission - -

- as % of profit- others, specify…

5 Sitting Fees & Reimbursement of Mediacal Expense 14465 25000Total (A) 14465 25000Ceiling as per the Act 42,00,000 p.a. 42,00,000 p.a.

B. Remuneration to other directors

SN. Particulars of Remuneration Name of Directors Total AmountAshok Jain Sumit Saurabh Vikram Singh Bhati

1 Independent DirectorsFee for attending board committee meetingsCommission 0 0 0Others, please specify 0 0 0Total (1) 0 0 0

2 Other Non-Executive DirectorsFee for attending board committee meetings 25000 10000 10000 45000Commission 0 0 0Others, please specify 0 0 0Total (2) 0 0 0Total (B)=(1+2) 25000 10000 10000 45000Total Managerial Remuneration 25000 10000 10000 45000

Maximum Celling Not Extiding Rs. 1,00,000/- per Meeting.

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD-NILVII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: NIL



Annexure BForm No. MR-3

SECRETARIAL AUDIT REPORTFor the financial year ended on 31st March, 2016

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment andRemuneration Personnel) Rules, 2014]

To,

The Members,

RICHIRICH INVENTURES LIMITEDG-1, Madhu Milan Building, Ground Floor,

H. M. Patil Marg, Shivaji Park, Dadar (West),

Mumbai – 400 028 Maharashtra, India

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good

corporate practices by RICHIRICH INVENTURES LIMITED (hereinafter called the Company). Secretarial Audit was conducted

in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing

our opinion thereon.

Based on our verification of the Company ’s books, papers, minute books, forms and returns filed and other records

maintained by the Company and also the information provided by the Company, its officers, agents and authorized

representatives during the conduct of secretarial audit, We hereby report that in our opinion, the company has, during

the audit period covering the financial year ended on 31st March, 2016 complied with the statutory provisions listed

hereunder and also that the Company has proper Board-processes and compliance- mechanism in place to the extent, in the

manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by Companyfor the financial year ended on 31st March, 2016 according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made there under;

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under;

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of foreign

Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

(v) The following Regulations and guidelines prescribed under the Securities and Exchange Board of India Act, 1992

(‘SEBI Act’) Viz, :-

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

(Not applicable to the Company during the audit period);

(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase

Scheme) Guidelines, 1999; (Not applicable to the Company during the audit period);

(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

(Not applicable to the Company during the audit period);

(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993

regarding the Companies Act and dealing with client;



(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not applicable to theCompany during the audit period);

(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not applicable to theCompany during the audit period);

(vi) The Company has identified the laws specifically applicable to the Company:

(a) Shop & Establishment Act

(b) Income Tax Act, 1961 and Indirect Tax Laws

We have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India.

(ii) The Listing Agreements entered into by the Company with Bombay Stock Exchange.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations,

Guidelines, Standards, etc. mentioned above except

We further report that

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive

Directors and Independent Directors.

The changes in the composition of the board of Directors that took place during the period under review were carried

out in compliance with the provision of the Act that Form DIR 12 was filed with in time for appointment of Independent

Directors

We further report that as per section 203 of the Companies Act, 2013 the Company have not appointed any Key

Managerial Personnel. However, the as per the explanations given to us the Company has not appointed Company

Secretary as the Company’s share Capital is less then Rs. 5 Crores.

Adequate notice is given to all directors to Schedule the Board Meeting agenda and detailed notes on agenda were

sent at least seven days in advance, and a system exists for seeing and obtaining further information and clarification

on the agenda items before the meeting and for meaningful participation at the meeting

All decision at Board Meeting and Committee are carried out unanimously as recorded in the minutes of the meeting

of the Board of Director or Committee of the Board at the Meeting.

We further report that there are adequate systems and processes in the company commensurate with the size and

operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

For M. S. KAYAMKHANI & ASSOCIATESDate: 15th June, 2016 Company SecretariesPlace: Mumbai Sd/

Mohd Shakeel KayamkhaniProprietor

This report is to be read with our letter of even date which is annexed as Annexure A and Forms an integral part of this

report.



Annexure A to the Secretarial Audit Report

To,

The Members,


G-1, Madhu Milan Building, Ground Floor,

H. M. Patil Marg, Shivaji Park, Dadar (West),

Mumbai – 400 028 Maharashtra, India

Our report of even date is to be read along with this letter

1. Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to

express an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about

the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct

facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a

reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the company.

4. Where ever required, we have obtained the Management representation about the compliance of laws, rules

and regulations and happening of events etc.

5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility

of management. Our examination was limited to the verification of procedures on test basis.

6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or

effectiveness with which the management has conducted the affairs of the company.

For M. S. KAYAMKHANI & ASSOCIATESDate: 15th June, 2016 Company SecretariesPlace: Mumbai Sd/

Mohd Shakeel KayamkhaniProprietor



Annexure-I

ANNEXURE TO THE DIRECTOR’S REPORT {Continued}

Report on Corporate GovernanceCompany’s Philosophy on code of governance

1. Good corporate practice enables the board to direct control the affairs of a company in an efficient manner and toachieve its ultimate goal of maximizing shareholders value and the goodwill of the company. Your company iscommitted towards achieving the highest standards of corporate governance and has always been at the forefront tobenchmark its internal systems and policies. Your company has implemented the guidelines in conformity with therequirements stipulated by SEBI under clause 49 of the listing agreement. Given below is the report of directors oncompliance of the corporate governance code in your company. As a Company, which believes in implementingCorporate Governance practices that go beyond just meeting the Letter of Law, our Company not only meets therequirement of the companies Act, 2013 (“The Act”) but however mandated elements of SEBI LODR Regulationsrelating to the Corporate Governance is not applicable to our Company.

2. Board of directors:

Name of director Category Attendance at Attendance also Membership ofBoard Meeting at AGM other Boards

Ashok A. Jain Non-Executive 4 Yes 0

Renu Jain Executive 4 Yes 1

Ashok M Chhajed Executive 4 Yes 0

Sumit Saurabh Independent 3 Yes 0

Vikram Singh Bhati Independent 3 Yes 0

Four Board meetings held during the year on 29/05/2015, 25/07/2015, 30/10/2015, and on 20/01/2016.

3. Audit Committee:

The terms of reference to audit committee covers all the matters specified for audit committee under clause 49 of thelisting agreement and section 177 of the companies Act 2013.

Name of Director Category Position No. of Meeting Attended

Shri Sumit Saurabh Independent Chairman 3

Shri Ashok M Chhajed Executive Member 3

Shri Vikram Singh Bhati Independent Member 3

The Committee met on 24/07/2015, 29/10/2015 and 19/01/2016 during the year.

This Committee broadly covers the matters specified for Audit Committee under Clause 49 of the Listing agreementas well as in Section 177 of the Companies Act, 2013. This committee reviewing:

• The Company’s financial reporting process and the disclosure of its financial information.

• The quarterly and annual financial statements with primary focus on accounting policies and practices, compliancewith accounting standards and legal requirements.

• The adequacy of internal control systems and audit function.

• Recommending the appointment and removal of statutory auditors, fixation of audit fee and also to approve paymentfor other services.

4. Remuneration Committee:

The Board of Directors has constituted remuneration committee.


Shri Ashok M Chhajed Executive Chairman 3

Shri Vikram Singh Bhati Independent Member 3

Shri Sumit Saurabh Independent Member 3



The Committee met on 24/07/2015, 29/10/2015 and 19/01/2016 during the year.

Remuneration paid to directors: Nil

The remuneration/sitting fee was paid to directors during the year.

The company has not granted any stock option to its directors.

5. Shareholder/Investors Grievance Committee:

After compulsory Demat the physical transfers have reduce substantially. No major Share transfer or Investor’s complaint

were pending as on 31.03.16. Company’s 73.92 % of the paid-up equity share capital has been dematerialized up to

31-03-16.

6. Details of Shareholders/Investors Grievance Committee

The composition, powers and functions of the Committee meets the requirements of Listing Agreement. The Committee

met during the year on 24/07/2015, 29/10/2015 and 19/01/2016 during the year.


Shri Ashok Jain Non Executive Chairman 4

Shri Ashok Chhajed Executive Member 4

Shri Sumit Saurabh Independent Member 3

General Body Meeting:

Details of the last three Annual General Meetings held

Year Location Date Time

2012-13 at Regd office 28-09-13 10.00 A.M

The resolutions including special resolutions were passed by show of hands.

2013-14 at Regd office 30-09-14 12.00 P.M

The resolutions including special resolutions were passed by Ballot Box and e-voting.

2014-15 at Regd office 29/09/2015 12.00PM

7. Disclosures:

There were no transactions of the company of material nature with the promoters, the directors, or the management,

their subsidiaries or relatives etc. that may have potential conflict with the interest of the company at large.

The company has complied with all statutory requirements relating to capital markets and has been no penalties/

strictures imposed on the company during the last three years on this account.

Details of related party transactions:-

There are no materially significant transactions with related parties during the financial year which were in conflict

with the interest of the Company that require separate disclosures. A list of related party transactions as required by the

Accounting Standards (AS) 18 issued by the institute of Chartered Accounts of India, forms part of schdule 16 to the

accounts. These transactions do not attract the provision of Section 188 of Companies Act, 2013.

* Peculiarly relationship or transaction of the Non-Executive Director:-

There is no material peculiarly transaction with any Non-Executive as well as independent Director of the Company

that requires a separate disclosure.

* Details on the use of proceeds from public issue, right issue, preferential issue etc:-

No funds have been raised through issue of equity or debt in the form of public or right or preferential issues during

the year under review.



* Disclosure of Accounting Transactions:-

The Company has followed all mandatory accounting standards.

* Vigil Mechanism/ Whistle Blower Policy:

In Compliance with provision of Section 177(9) of the Companies Act, 2013 and Clause 49 of Listing Agreement the

Company has framed a Vigil Mechanism/ Whistle Blower Policy and the same has also been placed in the website of

the Company. None of the employees of the Company has been denied access to the Audit Committee.

* Detail of Compliance with mandatory requirements and adoption of non-mandatory requirements

The Company has complied with all the applicable mandatory requirements. The Company has not adopted the non-

mandatory requirements of the Listing Agreement.

8. COMPLIANCE OFFICER

As required by the SEBI (Listing Obligations and Disclosure Requirements), 2015 the Company has appointed Mr.

Abhishek Kumar Mishra as the Compliance Officer. Email address of Compliance Officer is [email protected].

A. Complaint Status for the year 01/04/2015 to 31/03/2016 ( Equity Shares)

Category No. of Received No. of Complaints No. of Complaints

Complaints resolved Pending

Delay In Transfer of share 1 1 NIL

Non receipt of Share/Dividend NIL NA NIL

Delay/Non receipt in issue of NIL NA NIL

duplicate shares

Delay/Non receipt of Annual Report NIL NA NIL

Delay/Non receipt of shares NIL NA NIL

in the account by the Broker

Delay/Non payment of NIL NA NIL

the sale proceeds by the broker

Others NIL NA NIL

Total 1 1 NIL

9. Prevention of Insider Trading

The Company has adopted a Code of Conduct for prevention of Insider Trading with a view to regulate trading in

securities by the Directors and designated employees of the Company. The Code require pre-clearance for dealing in

the Company’s shares and prohibits the purchase or sale of the Company shares by the Directors and the designated

employees while in possession of unpublished price sensitive information in relation to the Company and during the

period when the trading Window is closed.

All Board Directors and the designated employees have confirmed compliance with the code.

10. Means of Communication:

The quarterly, half yearly financial results are published in English & Regional newspapers and also furnished to the

Stock Exchange with whom the Company has Listing arrangements to enable them to put them on their website. The

Company has its own website i.e. www.richirichinventures.com wherein all relevant information along with the

financial results & shareholding patterns are available. The Management Discussion & analysis, forms part of Director’s

Report is covered in Annual Report.



11. General Shareholders Information:

a) Date, time and venue of AGM: On 29th September, 2016 at 12.00 P.M at G-1 Madhu Milan Building Ground

Floor, H.M Patil Road, Shivaji Park, Dadar-West, Mumbai-400028

b) Date of Book- Closure Tuesday 01st September, 2016 to Tuesday 15th September 2016 (both days inclusive).

c) Financial Calendar : 2016-2017 (tentative)

1st Quarter Results ending June 30, 2016 : Last week of July, 2016.

2nd Quarter Results ending September 30, 2016 : Last week of October, 2016.

3rd Quarter Results ending December 31, 2016 : Last week of January, 2017.

4th Quarter Results ending March 31, 2017 : Last week of April, 2017.

Annual General Meeting for the year ending March 31, 2017 : Before end September, 2017.

d) Corporate Identity No.:- L65990MH1986PLC039163

e) The share of the company is listed on the” Bombay Stock Exchange”.

f) BSE Stock Code: 519230

g) ISIN Code of company’s Share is INE 102C01020

h) Market Price Data: Traded at BSE (Period April 2015 to March 2016) (In Rs.)

Apr May June July Aug. Sept Oct Nov Dec Jan Feb March

High 4.41 4.96 5.18 4.41 5.00 4.50 4.65 4.60 4.23 4.35 4.23 3.85

Low 3.20 4.25 3.60 3.67 3.98 3.90 3.80 3.99 3.73 3.80 3.61 3.42

12. a) Registrar & Share Transfer Agent:

Adroit Corporate Services P Ltd

Jafferbhoy Ind. Estate Makawana Road

Marol Naka, Andheri-East, Mumbai 400 059

Telephone No. 022-2859 4060 /2859 6060 Fax No. 022-2850 3748

b) Share Transfer System:

The shares of the company are compulsorily traded in the Demat form. For physical transfers all valid transfer

deeds received by either the company or its Share & Transfer Agents are registered with the approval of the

committee in about 4 weeks time. The deficient transfer documents are returned to the sender with objection

memos for making good. All valid transfers are registered with share certificates duly transferred in the name of

sender are sent to them.

12. Distribution Schedule of shareholding as on 31-03-2016.

No. of Equity Shares Share holders No. of Shares

Number % of Holders Number % of Shares

0-100 1878 40.74 177105 03.69

101-500 1993 43.23 606466 12.63

501-1000 459 9.96 358488 07.47

1001-2000 113 2.45 180348 3.76

2001 and above 167 3.62 3477593 72.45

Total 4610 100.00 4800000 100.00



Categories of Shareholders as on 31.03.2016

Category 31.03.2016

% of Shareholding No. of Shares

Promoters/Associates 22.54 1081943

Individuals 62.13 2982285

Domestic Companies 6.76 324301

Director & Relative 8.55 410471

Clearing Members 0.02 1000

TOTAL 100 4800000

On the basis of category

Category No, of Shares held % of total shares

Promoters/Associates 1081943 22.54

Public 3718057 77.46

Total 4800000 100.00

INFORMATION PURSUANT TO CLAUSE 32 OF THE LISTING AGREEMENT

1. Listing of Shares: The Company’s shares are listed at “The Bombay Stock Exchanges”

2. Listing fees to Bombay Stock Exchange have been paid up to 2016-17.

MANAGEMENT DISCUSSION & ANALYSIS REPORT {MDAR}

A. Industry Structure and developments:

The company was a part of agro based solvent extraction industry, till the year 2003. Thereafter since then company

is struggling to explore new business opportunities.

During the year 2009-10 the Company under the leadership of Director Shri Ashok.M.Chhajed had taken a new

initiative of launching ‘PROPERTY EX’, a new area of business with great enthusiasm to deal in corporate services,

advisory services real estate broking services, property management and HR management services.

The company had developed a real estate broker’s network to buy, sale, and lease the property which offers corporate

services, advisory services real estate broking services, property management and HR management services under the

portal www.propertyex.in.

But unfortunately, the expectations from the venture did not turn up, leaving the with heavy losses, Company had

appointed 108 franchisees across Mumbai city but response was very negative and therefore the business of Property-

ex was closed prematurely, after incurring heavy losses.

At present company is engaged in fund & non-fund based activities but not as an Investment Company by utilizing

their experience of trade, and industry. Therefore to say company at present in the service sector and the activities of

the company are yet to settle.

B. Opportunities:

As stated above, the company with the available resources is exploring the new business ventures in the Real Estate/

Agro based or any other line of business in coming time.

C. Once bitten twice shy, since the company has lost its major part of capital, do not want to take any aggressive move

with the growing competition and unstable policies and practice in the trade and industry.

D. The company has requisite internal control systems commensurate with the size, in all financial and functional

areas.



Annexure: II

Secretarial Auditor’s Certificate on Corporate Governance under the Listing Agreement

The Members of RICHIRICH INVENTURES LTD

We have examined the compliance of conditions of corporate governance by the RICHIRICH INVENTURES LIMITED for

the year ended 31st March 2016 as stipulated in Chapter IV of Securities & Exchange Board of India (Listing Obligation and

Disclosure Requirements) Regulations, 2015 pursuant to the Listing Agreement of the said Company with Stock Exchanges.

The compliance of conditions of corporate governance is the responsibility of the Management. Our examination has been

limited to procedures and implementation thereof, adopted by the company for ensuring the compliance of conditions of

corporate governance. It is neither an audit nor expression of opinion on the financial statement of the company.

In our opinion and to the best of our information and according to the explanations given to us, and the representation

made by the Directors and Management, We certify that the Company has complied with the conditions of Corporate

Governance as stipulated in the provision as specified in Chapter IV of Securities & Exchange Board of India (Listing

Obligations and Disclosure Requirements) Regulations, 2015 pursuant to the Listing Agreement of the said Company with

Stock Exchanges.

We further state that such compliance is neither an assurance as to the future viability of the company nor the efficiency or

effectiveness with which the Management has conducted the affairs of the company.

For M/s. M.S. KAYAMKHANI & ASSOCIATES

Company Secretaries

CS Mohd Shakeel Kayamkhani

Place: Mumbai Proprietor

Date: 15/06/2016 ACS No. 27495

C.P. No. 11607

Note: Company need not to require submitting Corporate Governance Report due to neither company paid up capital more

than 10 Cr. nor net worth more than 25 Cr. hence this report issued for Company demand only, not the part of compliance

under (Listing Obligation and Disclosure Requirements) Regulation 2015. Therefore we are not responsible for any

Compliance formality in future.



INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OFRichirich Inventures Limited

Report on the Financial Statements

I have audited the accompanying financial statements of RICHIRICH INVENTURES LIMITED (“the Company”), which

comprises the Balance Sheet as at 31st March, 2016, and the Statement of Profit and Loss, the Cash Flow Statement for

the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements

The Company’s board of Directors is responsible for the matter in section 134(5) of the Companies Act, 2013 (“the Act”) with

respect to the preparation of these financial statements that give a true and fair view of the financial position, financial

performance and cash flows of the Company in accordance with the accounting principles generally accepted in India,

including the Accounting Standards specified under Section 133 of the Act, read with the Rule 7 of the Companies

(Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance

with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the frauds and

other irregularities; selection and application of appropriate accounting policies; making judgment and estimates that are

reasonable and prudent; and design, implementation and maintenance of internal financial control, that were operating

effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation

of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or

error.

Auditor’s Responsibility

My responsibility is to express an opinion on these financial statements based on my audit. I have taken into account the

provision of the Act, the accounting and auditing standards and matters which are required to be included in the audit

report under the provision of the Act and Rules made there under. I conducted my audit in accordance with the Standards

on Auditing specified under section 143(10).Those standards require that I comply with ethical requirements and plan and

perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial

statements.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial

statements. The procedures selected depend on the Auditor’s judgment including the assessment of the risk of material

misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor

considers internal financial control relevant to the Company’s preparation of the financial statement that give true and fair

in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the

appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company’s

Directors, as well as evaluating the overall presentation of the financial statements.

I believe that our audit evidence we have obtained is sufficient and appropriate to provide a basis for my audit opinion on

the financial statements.

Opinion

In my opinion and to the best of my information and according to the explanations given to us, the aforesaid financial

statements, give the information required by the Act in the manner so required and give a true and fair view in conformity

with the accounting principles generally accepted in India:



a) In the case of Balance Sheet, of the state of affairs of the company as at March 31, 2016.

b) In the case of the Statement of Profit & Loss Account, of the Profits for the year ended on that date; and

c) In the case of Cash flow statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), as amended, issued by the Central

Government of India in terms of sub section (11) of section 143 of the Act, we give in the “Annexure A” a statement

on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by section 143(3) of the Act, we report that:

a) I have sought and obtained all the information and explanations which to the best of my knowledge and belief

were necessary for the purpose of my audit;

b) in my opinion, proper books of account as required by law have been kept by the company so far as appears from

our examination of those books.

c) the Balance Sheet, Statement of Profit & Loss, and Cash Flow Statement dealt with by this report are in

agreement with the books of accounts.

d) in our opinion, the aforesaid financial statement comply with the Accounting Standards specified under section

133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) on the basis of written representations received from the directors as on 31March , 2016, taken on record by the

Board of Directors, none of the directors is disqualified as on 31 March, 2016, from being appointed as a

director in terms of section 164(2) of the Act.

f) With respect to the other matters included in the Auditor’s Report and to my best of my information and according

to the explanations given to me:

i . The Company did not have any pending litigations which would impact its financial position.

i i . The Company did not have any long term contract including derivative contracts for which there were any

materials foreseeable losses.

i i i . There were no amount which required to be transferred to Investor Education and Protection Fund by the

Company

For Deepak SL Agarwal & Co

Chartered Accountants

Deepak Agarwal

Proprietor

Place: Mumbai Mem. No. 110579

Date: 21/05/2016 FRN 123094W



“ANNEXURE A” TO THE INDEPENDENT AUDITOR’S REPORT

Referred to in paragraph 1 under the heading ‘Report on Other Legal & Regulatory Requirement’ of our report of even date

to the financial statements of the Company for the year ended March 31, 2016

1. (a) The company has maintained proper records showing full particulars including quantitative details and situation of

fixed assets.

(b) Fixed assets have been physically verified by the management in a phase manner, designed to cover all the items

over a period of three years, which in my opinion, is reasonable having regard to the size of the company and

nature of its business. Pursuant to the program, a portion of the fixed assets has been physically verified by the

management during the year and no materials discrepancies between the books records and the physical fixed

assets have been noticed.

(c) The Company does not have any immovable properties, So question of title deeds does not arise.

2. The Company does not have inventory during the year. Hence this clause is not applicable to the Company.

3. The Company does not granted any secured or unsecured loans to companies, firms, Limited Liability partnerships or

other parties covered in the Register maintained under section 189 of the Act. Accordingly, the provision of clause 3 (iii)

(a) to (c) of the Order are not applicable to the Company and hence not commented upon.

4. In my opinion and according to the information and explanations given to me, the company has complied with the

provision of section 185 to 186 of the Companies Act, 2013 On respect of loans, investments guarantees, and security.

5. The Company has not accepted any deposit from the public and hence the directives issued by the Reserve Bank of India

and the provisions of section 73 and 76 or any other relevant provisions of the Act and the Companies (Acceptance of

Deposit) Rules, 2015 with regard to the deposits accepted from public are not applicable.

6. As informed to me, the maintenance of Cost Records has not been specified by the Central Government under sub-

section (1) of Section 148 of the Act, in respect of the activities carried on by the company.

7. (a) According to information and explanations given to me and based on the basis of my examination of the books of

account, and records, the Company has been generally regular in depositing undisputed statutory dues including

Provident Fund, Employees State Insurance, Income-tax, Sales tax, Service tax, Duty of Custom, Duty of Excise,

Value added tax, Cess and any other statutory dues with the appropriate authorities. According to the information

and explanations given to me, no undisputed amounts payable in respect of the above were in arrears as at March

31, 2016 for the period more than six months from the date on when they become payable.

(b) According to the information and explanation given to me, there are no dues of income tax, sales tax, duty of

custom, duty of excise value added tax outstanding on account of any dispute.

8. In my opinion and according to information and explanations given to me, the Company has not defaulted in the

payment of due to banks. The Company has not taken any loan either from financial institutions or from the government

and has not issued any debentures.

9. Based upon the audit procedures performed and the information and explanations given by the management, the

company has not raised money by way of public offer or further public including debt instruments and term Loans.



Accordingly, the provisions of clause 3 (ix) of the Order are not applicable to the Company and hence not commented

upon.

10. Based upon the audit procedures performed and the information and explanation given by the management, I report

that no fraud by the Company by its officers or employees has been noticed or reported during the year.

11. Based upon the Audit procedures performed and the information and explanations given by the management, the

managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the

provisions of section 197 read with Schedule V to the Companies Act;

12. In my opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 4 (xii) of the Order are not

applicable to the Company.

13. In my opinion, all transatction with the related parties are in compliance with section 177 and 188 of Companies Act,

2013 and the details have been disclosed in the Financial Statements as required by the applicable accounting

standards.

14. Based upon the audit procedures performed and the information and explanations given by the management, the

company has not made ant preferential allotment or private placement of shares or fully or partly convertible debentures

during the year under review. Accordingly, the provisions of clause 3 (xiv) of the Order are not applicable to the Company

and hence not commented upon.

15. Based upon the audit procedures performed and the Information and explanations given by the management, the

company has not entered into nay non-cash transactions with directors or persons connected with him. Accordingly, the

provision of clause 3 (xv) of the Order are not applicable to the Company and not hence commented upon.

16. In my Opinion, the Company is not required to be registered under section 45 IA of the Reserve Bank of India Act, 1935

and accordingly, the provisions of clause 3 (xvi) of the Order are not applicable to the Company and hence not

commented upon.

For Deepak SL Agarwal & Co

Chartered Accountants

Deepak Agarwal

Proprietor

Place: Mumbai Mem. No. 110579

Date: 21/05/2016 FRN 123094W



Equity and Liabilities(1) Shareholder’s Funds(a) Share Capital 2 2,40,00,000 2,40,00,000(b) Reserves and surplus 3 (47,44,325) (49,29,870)(c) Money received against share warrants - -(2) Share Application money pending allotment - -(3) Non-Current Liabilities(a) Long –Term Borrowings 4 207 393987(b) Deferred Tax Liabilities -(c) Other Long Term Liabilities -(d) Long Term Provision -(4) Current Liabilities(a) Short-Term Borrowings -(b) Trade Payables -(c) Other Current Liabilities 5 2,89,150 3,04,727(d) Short-Term Provision -Total Rs. 1,95,45,032 1,97,68,844Assets(1) Non-current assets(a) Fixed Assets

(i) Tangible assets 6 1,42,218 1,14,994(ii) Intangible assets - -(iii) Capital work-in-progress - -(iv) Intangible assets under development - -

(b) Non-current Investments 7 2,50,000 -(c) Deferred Tax Assets (Net) - -(d) Long Term Loans and Advances 8 18,74,224 47,32,560(e) Other Non-current Assets - -

22,66,442 48,47,554(2) Current Assets(a) Current Investments -(b) Inventories -(c) Trade Receivables -(d) Cash and Bank Balance 9 6,42,357 49,333(e) Short-Term Loans and Advances 10 1,66,36,233 1,48,71,956(f) Other Current Assets 1,72,78,590 1,49,21,289Total Rs. 1,95,45,032 1,97,68,843

BALANCE SHEET AS AT 31/03/2016

Sch. No. AS AT 31/03/2016 AS AT 31/03/2015 (Rs.) (Rs.)

Significant Accounting Policy and notes to Accounts 1as per our report of even date.For DEEPAK SL AGARWAL & CO for and on behalf of Board of Directors ofChartered Accountants RICHIRICH INVENTURES LIMITEDFRN 123094W

CA Deepak Agarwal(Proprietor)M No. 110579 Sd/- Sd/- Sd/-Date: 21/05/2016 (Ashok Chhajed) (Renu Jain) (Abhishek Mishra)Place: Mumbai Managing Director Director Chief Financial Officer

DIN 02336676 DIN 00094290



Income

Revenue from Operations - -

Other Income 11 1,983,123 1,946,168

Total Revenue(I +II) 1,983,123 1,946,168

Expenses - -

Cost of Materials Consumed - -

Purchase of Stock-in-Trade - -

Changes in inventories of finished goods,

work-in-progress and Stock-in-Trade - -

Employee Benefit Expenses 12 393,572 241,129

Finance Cost 13 1,119 1,933

Depreciation and Amortization Expense 6 30,429 13,319

Other Expenses 14 1,197,919 969,976

Total Expenses 1,623,039 1,226,357

Profit Before Exceptional and Extra-ordinary

Item and Tax 360,084 719,811

Less: Loss on sale of fixed Assets 7,648 -

Profit after exceptional and Extra-Ordinary

Items and Before Tax 352,436 719,811

Tax Expense

Current Tax 95546 -

Tax of Prior Period 71345 -

Deferred Tax - -

185,545 719,811

Profit/Loss for the period

Earning per Equity Share 15

(1) Basic 0.08 0.15

(2) Diluted 0.07 0.15

Significant Accounting Policies 1

Notes on Financial Statements 2-18

PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31/03/2016

SCH. YEAR ENDED YEAR ENDEDNO. 31ST MARCH, 2016 31ST MARCH, 2015

(Rs.) (Rs.)

Significant Accounting Policy and notes to Accounts 1as per our report of even date.

For DEEPAK SL AGARWAL & CO for and on behalf of Board of Directors ofChartered Accountants RICHIRICH INVENTURES LIMITEDFRN 123094WCA Deepak Agarwal(Proprietor)M No. 110579 Sd/- Sd/- Sd/-Date: 21/05/2016 (Ashok Chhajed) (Renu Jain) (Abhishek Mishra)Place: Mumbai Managing Director Director Chief Financial Officer

DIN 02336676 DIN 00094290



CASH FLOW STATEMENT for the year ended March 31, 2016

S.No. PARTICULARS 2015-16 2014-15

RS RS RS RS

For DEEPAK SL AGARWAL & CO for and on behalf of Board of Directors ofChartered Accountants RICHIRICH INVENTURES LIMITEDFRN 123094WCA Deepak Agarwal(Proprietor)M No. 110579 Sd/- Sd/- Sd/-Date: 21/05/2016 (Ashok Chhajed) (Renu Jain) (Abhishek Mishra)Place: Mumbai Managing Director Director Chief Financial Officer

DIN 02336676 DIN 00094290

I CASH FLOW FROM OPERATING ACTIVITIES

Net Profit/Loss After Taxation 1,85,545 7,19,811

Add: Adjustment for Extra Ordinary Items 7,648 -

Add: Public Issue W/off - -

Add: Depreciation 30,429 13,319

Less: Non Operating Income

Financial Income - -

Interest Income - -

Interest on Fixed Deposit with Bank - -

Foreign Exchange Fluctuation - -

Add: Non Operating Expenses - -

Operating Profit before change in Working Capital 2,23,622 7,33,130

Less: Changes in Working Capital

(Increase)/Decrease In Working Capital 6,84,702 9,08,324 (12,74,010) (5,40,880)

Net Cash flow from Operating Activities A 908324 (5,40,880)

II CASH FLOW FROM INVESTING ACTIVITIES

Interest Income -

Investment in Mutual Fund (2,50,000.00)

Sale of Fixed Assets 400.00

Investment in Fixed Assets (65,700) (83,000)

Sale of Investments -

III Net Cash flow from Investing Activities B (3,15,300) (83,000)

CASH FLOW FROM FINANCING ACTIVITIES C - - -

Net Cash flow from Financing Activities

Net Increase in Cash & Cash Equivalents (A+B+C) 5,93,024 -6,23,880

Cash & Cash Equivalents at the beginning of the year 49,333 6,73,213

Cash & Cash Equivalents at the end of the year 6,42,357 49,333



SCHEDULE : 1 SIGNIFICANT ACCOUNTING POLICIES

A. ACCOUNTING CONCEPTS:

The financial statements have been prepared to comply in all material aspects with the notified Accounting Standard

by Companies Accounting Standards Rules, 2006 which continue to apply under section 133 of the Companies Act,

2013 (the Act) read with rule 7 of the Companies (Accounts) rules 2014 and other relevant provisions of the Companies

Act, 1956 to the extent applicable. The financial statements are prepared and presented on the basis of generally

accepted accounting principles and historical cost convention on accrual basis. The Accounting policies have been

consistently applied by the Company and are consistent with those used in the previous year.

B. REVENUE RECOGNISTION:

Finance Income is recognized on mercantile basis, when the income is accrued and due to the Company. Dividend

income is recognized on receipt basis.

C. FIXED ASSETS:

The fixed assets are stated at cost less accumulated depreciation and Impairment losses if any. Cost comprises the

purchase price and any attributable cost of bringing the asset to its working condition for its intended use.

D. DEPRECIATION

Depreciation on tangible fixed assets are provided on the Straight Line Method based on the useful life of the assets

as estimated by the management and is charged to the statement of Profit and Loss as per the requirement of

schedule II of the Companies Act, 2013.

E. INVESTMENTS

Investments are valued at cost.

F. RETIREMENT BENEFITS:

Gratuity to employees will be accounted for on cash basis. In respect of provident fund and employees state insurance

scheme contribution is not applicable to the company.

G. TAXATION

Tax Expense comprises of current and deferred tax. Current tax is determined as the amount of tax payable in respect

of taxable income for the financial year ended 31st March 2016. Deferred Tax is recognized subject to consideration

of prudence in respect of deferred tax assets, on timing difference between taxable income and accounting income

that originate in one period and are capable of reversal in one or more period.

for and on behalf of Board of Directors ofRICHIRICH INVENTURES LIMITED

Sd/- Sd/- Sd/-(Ashok Chhajed) (Renu Jain) (Abhishek Mishra)

Managing Director Director Chief Financial OfficerDIN 02336676 DIN 00094290



SCHEDULE ANNEXED FORMING PART OF BALANCE SHEET AS AT 31ST MARCH 2016

Schedule 2. SHARE CAPITAL

Particulars As at 31/03/2016 As at 31/03/2015(Rs.) (Rs.)

Authorized Share Capital99,96,000 Equity Shares of Rs. 5/- each 49,980,000 49,980,0002000 11% Non Cumulative Preference Shares of Rs. 10/- each 20,000 20,000

50,000,000 50,000,000Issued , Subscribed & Paid up48,00,000 Equity shares of Rs. 5/- each fully paid up 24,000,000 24,000,000(Previous Year 48,00,000 Equity SharesTotal (Rs.) 24,000,000 24,000,000

Schedule 2a. The reconciliation of the number of share outstanding is set as below:

Equity SharesParticulars As at 31/03/2016 As at 31/03/2015

Nos. Nos.Shares at the beginning of the year 4,800,000 4,800,000Shares issued during the year - -Shares at the end of the year 4,800,000 4,800,000

Schedule 2b. List of Shareholders in excess of 5% is set out below:

Equity SharesName of Shareholder As at 31/03/2016 As at 31/03/2015

Nos. % of holding Nos. % of holdingAshok Mohan raj Chhajed 328177 6.84% 328177 6.84%

Schedule 2c. Details of Shares allotted otherwise than cash during the previous 5 years is set out below :

AggregateNo of Shares

Equity SharesFully paid up pursuant to contract(s) without payment being received in cash NILFully paid up by way of bonus shares NILShares bought back NIL

Schedule 2d. Rights, Preferences and Restrictions attached to the Shares:The equity shares of the Company of nominal value 5 per share rank pari passu in all respects including voting rights andentitlement to dividend.

Schedule 3. RESERVES AND SURPLUS

Particulars As at 31/03/2016 As at 31/03/2015(Rs.) (Rs.)

Profit and Loss AccountAs per last Balance Sheet (49,29,870) (44,08,009)Add: Net Profit for the current year 1,85,545 (47,44,325) 7,19,811 (36,88,198)

Less : Depreciation of earlier years(ref note 6) (12,41,672)Total (47,44,325) (49,29,870)



SCHEDULE ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31/03/2016

Schedule 4. LONG TERM BORROWINGS

Particulars As at 31/03/2016 As at 31/03/2015

UnsecuredFrom Director 207 3,93,987

Total Rs. 207 3,93,987

Schedule 5. OTHER CURRENT LIABILITIES


Liabilities For expenses 2,73,146 3,04,727

Statutory Liabilities 16,004 -

Total Rs. 2,89,150 3,04,727

Schedule 6. FIXED ASSETS

Particulars Gross Block Depreciation Net Block Net Block

Op. Bal Add Ded Total Rs. As on For the Deduction Total Rs. As on As on

1/04/2015 year 31.03.16 31.03.15

Off ice

Equipment 2,86,946 32,700 286,946 32,700 276,335 5,638 278,898 3,075 29,625 10,611

Computer &

software - 33,000 - 33,000 - 7,014 - 7,014 25,986 -

Motor Bike 23,500 - 23,500 16,752 2,791 - 19,543 3,957 6,748

Split

Air-Conditioner 27,000 - 27,000 9,529 5,130 - 14,659 12,341 17,471

Motor Car 83,000 - - 83,000 2,835 9,856 - 12,691 70,309 80,165

Total Rs. 4,20,446 65,700 286,946 199,200 305,452 30,429 278,898 56,982 142,218 114,994

Previous

Year 5,923,846 83,000 - 6,006,846 4,636,860 1,254,991 - 5,891,851 114,995 1,286,984

Schedule 7. Non-Current InvestmentsParticulars As at 31/03/2016 As at 31/03/2015

Investment in Mutual Fund 2,50,000 -

2,50,000 -

Schedule 8. LONG TERM LOANS AND ADVANCES


Unsecured, Considered GoodLoans & Advances to Others 17,59,000 40,02,780

Advance Income Tax & TDS (net of Provision) 1,15,224 7,28,525

Security Deposits - 1,255

Total Rs. 18,74,224 47,32,560



SCHEDULE ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31/03/2016

Schedule 9. CASH AND CASH EQUIVALENTS


Other

Balance with Bank on Current Accounts 6,06,317 12,946

Cash in Hand 36,040 36,287

Total Rs. 6,42,357 49,333

Schedule 10. SHORT TERM LOANS AND ADVANCES


Unsecured, Considered Good

Loans & Advances to Other 1,66,36,233 1,48,71,956

Total Rs. 1,66,36,233 1,48,71,956

Schedule 11. OTHER INCOME

Particulars Year Ended Year Ended

31/03/2016 31/03/2015

Finance Income 1,945,140 16,48,726

Interest on Income tax refund 37,983 23,442

Other Income - 2,74,000

Total Rs. 1,983,123 19,46,168

Schedule 12. EMPLOYEE BENEFIT EXPENSES


31/03/2016 31/03/2015

Salaries & Bonus to Staff 347,100 2,03,803

Staff Welfare Expenses 46,472 37,326

Total Rs. 3,93,572 2,41,129

Schedule 13. FINANCE COSTS


31/03/2016 31/03/2015s

Bank Charges 1,119 1,933

Total Rs. 1,119 1,933



Schedule 14. OTHER EXPENCES

Particulars Year Ended Year Ended31/03/2016 31/03/2015

Audit Fees 40,000 47,500Advertisement Expenses 75,354 27,551Business Promotion 22,768 28,352Car Insurance 5,148 -Conveyance & Travelling Expenses 68,304 75,843Depositary Expenses 68,421 48,153Director Sitting Fees 70,000 50,000Donation 1,000 -Electricity Charges 40,700 22,904Misc Expenses 20,288 23,011Office Expenses 7,192 3,474Listing Fees 224,720 1,12,360Meeting Expenses 10,703 12,775Postage and Courier Charges 30,140 38,758Printing & Stationary 235,015 1,43,366Legal, Professional & Consultancy Charges 163,280 2,08,112Repairs & Maintenance 65,435 46,259Telephone Exp. 41,951 34,058Professional tax 7,500 47,500Total Rs. 1,197,919 969,976

Schedule 15. EARNINGS PER SHARE

Particulars Year Ended Year Ended31/03/2016 31/03/2015

Net Profit before Extraordinary item and tax (a) 360,084 7,19,811Weighted average no. of equity shares of face value Rs.5 (b) 4,800,000 48,00,000Basic Earnings Per Share in Rs. (a)/(b) 0.08 0.15Net Profit after Extraordinary item and tax (a) 352,436 7,19,811Weighted Average No. of Equity Shares of Face value of Rs. 10 (b) 4,800,000 48,00,000Basic Earnings Per Share in Rs. (a)/(b) 0.07 0.15

Schedule 16. RELATED PARTY DISCLOSUREAs per the Accounting Standard on “Related Party Disclosures” (AS18) notified by Companies (Accounting Standards) Rules,2006, the related parties of the Company are as followsList of Related Parties & Relationship:Related Party with whom the Company had transaction Related PartiesDirectors

Mr. Ashok A JainMr. Ashok Chhajed

Mrs. Renu Jain

Name of Party Nature of Transaction F.Y. 2015-16 F.Y. 2014-15Mr. Ashok A Jain Sitting Fees 25,000 25,000Mrs. Renu Jain Sitting Fees 25,000 25,000

Schedule:1. Related party relationship are as identified by the Company on the basis of information available andrelied upon by the Auditors

Schedule 17 : SEGMENT INFORMATIONThe company is engaged in only one line of Activity. Hence disclosure requirement under Accounting Standard 17Segment Reporting is not applicable to the Company

Schedule 18:Figure for the previous year have been regrouped / rearranged wherever considered necessary to conform to this yearclassification.


RICHIRICH INVENTURES LTDRICHIRICH INVENTURES LIMITED

CIN: L65990MH1986PLC039163Reg.off. G-1 Madhumilan, Ground Floor, H.M.Patil Marg, Shivaji Park, Dadar-West, Mumbai-400028

Phone No.: 022-24464151 Email: [email protected] Website: www.richirichinventures.com

30Th ANNUAL GENERAL MEETINGForm No. MGT 11

PROXY FORM[Pursuant to Section 105(6) of the Company Act, 2013 and Rule 19(3) of the Companies

(Management and Administration) Rule, 2014

Name Of the Member (s) :

Registered Address :

Email ID :

DP ID No. * Client ID No. */ Folio No.:

I/We, being the Member(s) of ……………shares of Richirich Inventures Limited, hereby appoint

(1) Name: ………………………………………………………………………………………………………………….............................

Address: …………………………………………………...……………………………………………………….……..........................

………………………………………………………………………………………………………………..…………………………….....

E-Mail ID: ......................…………………………………. Signature: ………………………………………., or failing him/her

(2) Name: …………………………………………………………………………………………………….…………….............................

Address: .......………………………………………………………………...………………………….……………………………………

E-Mail ID:.... ………………………………………………………….. Signature: ……………………………………………………….

As my/ our proxy to attend and vote (on a poll) for me /us and on my/ our behalf at the 30th Annual General Meeting of theCompany to be held at G-1 Madhu Milan Building H.M Patil Marg Shivaji Park Dadar (West) Mumbai- 400 028 on Thursday29th September, 2016 at 12.00 Noon and at any adjournment thereof in respect of such resolutions as are indicated below:

** I wish my above proxy to vote in the manner as indicated in the box below:

Resolution No. Resolution For Against

01. Consider and adopt:

a) Audited Financial Statements, Reports of the Directors and Auditors

for the year ended 31st March,2016

02. Re-appointment of Shri Ashok M Chhajed who retires by rotation

03. Appointment of Auditors and fixing their remuneration

04. Donation to Charitable Institution

*Applicable for investors holding shares in electronic form

Signed this …………………..day of September 2016. Signature of Shareholder …………………... ………

Signature of Proxy holder(s) ………………………………………………………………………………………………..

Note: 1. this form of proxy in order to be effective should be duly completed and deposited at the registered office ofthe Company not less than 48 hours before the commencement of the meeting.

** 2. This is only optional. Please put a ‘X’ in the appropriate column against the resolutions indicated in the Box. If youleave the ‘For’ or ‘Against’ column blank against any or all the resolutions, your proxy will be entitled to vote in themanner as he/she thinks appropriate.

3. For the Resolutions, Explanatory Statement and Note, please refer to the Notice of the 30th Annual GeneralMeeting.

4. Please complete all details including details of member(s) in above box before submission.

41

AffixRevenue

Stamp

RICHIRICH INVENTURES LIMITEDCIN: L65990MH1986PLC039163

Reg.off. G-1 Madhumilan, Ground Floor, H.M.Patil Marg, Shivaji Park, Dadar-West, Mumbai-400028Phone No.: 022-24464151 Email: [email protected] Website: www.richirichinventures.com

30Th ANNUAL GENERAL MEETING

ATTENDANCE SLIP

DP ID**

Name of the Member Client Id**

Address of the Member Folio No.

Full Name of the member/Proxy

attending the meeting

I hereby record my presence at the 30th ANNUAL GENERAL MEETING of the Company being held at G-1 Madhu Milan

Building, H.M Patil Marg, Shivaji Park, Dadar (West) Mumbai- 400 028 on Thursday, the 29th September, 2016 at 12.00 P.M.

SIGNATURE OF THE ATTENDING MEMBER/PROXY

** Applicable for investors holding shares in electronic form.

Note:

1. Shareholder/Proxy holder wishing to attend the meeting must bring the Attendance Slip to the meeting and handover at

the entrance, duly signed.

2. Shareholder/Proxy holder is requested to bring their copies of the Annual Report and Accounts with them to the Meeting.

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -


ELECTRONIC VOTING

The Company is providing electronic voting (e-voting) facility for the Resolutions contained in the Notice convening the

Annual General Meeting on Tuesday, the 29th September, 2016. The procedure for e-voting has been mentioned in the

Notice of the Company.

42

Form No. MGT- 12Polling Paper

[Pursuant to section 109(5) of the Companies Act, 2013 and rule 21(1) (c) of the Companies(Management and Administration) Rules, 2014]

Name of the Company : RICHIRICH INVENTURES LIMITED

CIN : CIN-L65990MH1986PLC039163

Registered Office : G-1, Madhu Milan Building, Ground Floor, H. M. Patil, Shivaji Park, Dadar (West)

Mumbai - 400 005

Telephone : 022 - 24464151

Email : [email protected]

Website : www.richirichinventures.com

BALLOT PAPER

Sr.No. Particulars Details

1 Name of the first named Shareholder (In Block Letters)

2 Postal address

3 Registered Folio No./ *Client ID No.

(*applicable to investors holding shares in dematerialized form)

4 Class of Share Equity Shares

I hereby exercise my vote in respect of Ordinary/Special Resolutions enumerated below by recording my assent or dissent to

the said resolutions in the following manner:

No. Item No. No. of Shares I assent to the I dissent from

held by me resolution the resolution

1 Adoption of audited financial statements for the year ended 31st

March, 2016

2 No dividend declared on equity shares for the financial year

ended March 31, 2016.

3 To appoint a Director in place of Shri Ashok Chhajed, who retires

by rotation as per the Articles of Association and being eligible,

offers himself for re-appointment

4 Appointment of M/s JPJ Associates Chartered Accountants, as

Statutory Auditors of the company.

Place:

Date:

(Signature of the shareholder*)

Notes: : (i) If you opt to cast your vote by e-voting, there is no need to fill up and sign this form.

(ii) Last date for receipt of Assent/Dissent Form: September 25, 2016 (6.00 pm)

(iii) Please read the instructions printed overleaf carefully before exercising your vote.

43

INSTRUCTIONS

General Instructions

1. Shareholders have option to vote either through e-voting i.e. electronic means or to convey assent/dissent in physical

form. If a shareholder has opted for Physical Assent / Dissent Form, then he/she should not vote by e-voting and vice

versa. However, in case Shareholders cast their vote through both physical assent/dissent form and e-voting, then vote

cast through physical assent/dissent shall be considered, subject to the assent/dissent form being found to be valid

and vote cast through e-voting shall be treated as invalid.

2. The notice of Annual General Meeting is dispatched/e-mailed to the members whose names appear on the Register

of Members as on September 01, 2016 and voting rights shall be reckoned on the paid up value of the shares

registered in the name of the shareholders as on the said date.

3. Voting through physical assent / dissent form cannot be exercised by a proxy. However, corporate and institutional

shareholders shall be entitled to vote through their authorised representatives with proof of their authorization, as

stated below.

Instructions for voting physically on Assent / Dissent Form

1. A Member desiring to exercise vote by Assent / Dissent should complete this Form (no other form or photocopy thereof

is permitted) and send it to the Scrutinizer, M/s M.S. KAYAMKHANI & ASSOCIATES, Practicing Company Secretary

and send the same at their cost to reach the Scrutinizer at the registered office of the Company on or before the close

of working hours i.e. 6.00 p.m. on September 25, 2016. All Forms received after this date will be strictly treated as if

the reply from such Member has not been received.

2. This Form should be completed and signed by the Shareholder (as per the specimen signature registered with the

Company/ Depository Participants). In case of joint holding, this Form should be completed and signed by the first

named Shareholder and in his absence, by the next named Shareholder.

3. In respect of shares held by corporate and institutional shareholders (companies, trusts, societies, etc.), the completed

Assent / Dissent Form should be accompanied by a certified copy of the relevant Board Resolution/appropriate

authorization, with the specimen signature(s) of the authorized signatory(ies) duly attested.

4. The consent must be accorded by recording the assent in the column ‘FOR’ or dissent in the column ‘AGAINST’ by

placing a tick mark (“) in the appropriate column in the Form. The assent or dissent received in any other form shall

not be considered valid.

5. Members are requested to fill the Form in indelible ink and avoid filling it by using erasable writing medium(s) like

pencil.

6. There will be one Assent / Dissent Form for every folio / Client id irrespective of the number of joint holders.

7. A Member may request for a duplicate Assent / Dissent Form, if so required, and the same duly completed should

reach the Scrutinizer not later than the date specified under instruction No.1 above.

8. Members are requested not to send any other paper along with the Assent / Dissent Form. They are also requested not

to write anything in the Assent / Dissent form excepting giving their assent or dissent and putting their signature. If any

such other paper is sent the same will be destroyed by the Scrutinizer.

9. The Scrutinizer’s decision on the validity of the Assent / Dissent Form will be final and binding.

10. Incomplete, unsigned or incorrectly ticked Assent / Dissent Forms will be rejected.

44

MOST IMPORTANT

IMPORTANT COMMUNICATION TO MEMBERS HOLDING SHARES IN PHYSICAL MODE

The company needs to update the records of shareholders who are holding shares physically.

Members are therefore requested to kindly furnish the details as here under to the Company’s Registrar & Share Transfer Agents. At

following address:

: Adroit Corporate Services P Ltd.

Jafferbhoy Industrial Estate,

Makwana Lane, Marol Naka,

Andheri-East, Mumbai 400 059

Full Name

Name of first Joint Holder

Name of Second Joint Holder

Folio No as appearing on the share Certificate

Share Certificate No

( as appearing on the share Certificate)

Distinctive No.

(as appearing on the share Certificate)

Complete Postal Address with PIN Code

Email ID;

PAN( Please Attach copy of PAN Card)

Contact Details Telephone No.

Mobile No.

Specimen Signatures First Name Holder……………....................……………………

First Joint Holder………………………...................…………..

Second Joint Holder…………………..................…………….

45

To

If undelivered please return to :

RICHIRICH INVENTURES LIMITEDG-1 Madhu Milan Building, Ground Floor,H.M.Patil Marg, Shivaji Park, Dadar-WestMUMBAI - 400 028

Book - Post

Documents

30th ANNUAL REPORT 2015-16 - Bombay Stock Exchange · 2016-10-03 · 1 ANNUAL REPORT 2015-16 RICHIRICH INVENTURES LTD NOTICE FOR THIRTIETH ANNUAL GENERAL MEETING NOTICE is hereby